UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DCD.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of ~~report (Date of earliest event reported)~~Report: ~~May~~ 22July 3, 2013

~~SoundBite~~SOUNDBITE ~~Communications~~COMMUNICATIONS, ~~Inc~~ INC.

(Exact ~~Name~~name of ~~Registrant~~registrant as ~~Specified~~specified in ~~Charter~~its charter)

Delaware	001-33790	04-3520763
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
(State or other jurisdictionof incorporation)	(CommissionFile Number)	(IRS EmployerIdentification No.)

22 Crosby Drive Bedford, Massachusetts		01730
(Address of Principal Executive Offices)		(Zip Code)
(Address of principal executive offices)		(Zip Code)

Registrant’s telephone number, including area code: (781) 897-2500

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 52.0701. ~~Submission~~Completion of ~~Matters~~Acquisition toor aDisposition ~~Vote~~ of ~~Security Holders~~Assets.

On ~~May~~July 223, 2013, weSonar ~~held~~Merger ~~our~~Sub, ~~2013~~Inc., ~~Annual~~a ~~Meeting~~Delaware ofcorporation ~~Stockholders~~(“Purchaser”) and ~~presented~~a direct, wholly-owned subsidiary of Genesys Telecommunications Laboratories, Inc., a California corporation (“Parent”), completed its acquisition of all of the ~~following~~outstanding ~~proposals~~shares of common stock, par value $0.001 per share (the “Shares”), of SoundBite Communications, Inc., a Delaware corporation (the “Company”), pursuant to ~~our~~an ~~stockholders:~~Agreement and Plan of Merger (the “Merger Agreement”), dated as of May 20, 2013, among the Company, Parent and Purchaser.

1.Purchaser’s ~~election~~acquisition of the Shares was structured as a two-step ~~Class~~transaction, ~~III~~with ~~directors~~a cash tender offer by Purchaser for the Shares at a price of $5.00 per Share, net to ~~hold~~the ~~office~~seller ~~until~~in cash and less taxes required to be withheld, upon the ~~2016~~terms ~~Annual~~and ~~Meeting~~subject to the conditions set forth in the Offer to Purchase, dated June 4, 2013, and in the related Letter of ~~Stockholders;~~Transmittal, each, as amended and supplemented from time to time, originally filed by Parent and Purchaser with the Securities and Exchange Commission (the “SEC”) on June 4, 2013 (the “Offer”), followed by the merger of Purchaser with and into the Company, with the Company surviving as a wholly-owned subsidiary of Parent (the “Merger”).

2.The ~~ratification~~Offer ofexpired at 12:00 midnight, New York City time, at the ~~selection~~end of ~~Deloitte~~the &day on ~~Touche~~Monday, ~~LLP~~July 1, as2013. ~~our~~Based ~~independent~~upon ~~registered~~information ~~public~~provided ~~accounting~~by ~~firm~~American Stock Transfer & Trust Company, LLC, the depositary for the ~~year~~Offer, ~~ending~~an ~~December~~aggregate 31of 16,067,612 Shares were validly tendered and not validly withdrawn (including Shares tendered under guaranteed delivery procedures), representing approximately 97.04% of the Shares then outstanding. On July 2, 2013;, Purchaser accepted for payment all validly tendered and not validly withdrawn Shares and made payment for such Shares in accordance with the terms and conditions of the Offer and applicable law.

On July 3, 2013, following Purchaser’s acceptance for payment of all validly tendered and not validly withdrawn Shares and pursuant to the terms of the Merger Agreement, Purchaser completed the Merger in accordance with the provisions of Delaware law that authorized the completion of the Merger without a vote or meeting of the stockholders of the Company. ~~approval~~The Company was the surviving corporation in the Merger and, onas ana ~~advisory~~result ~~basis~~of the Merger, has become a wholly-owned subsidiary of Parent. Purchaser also paid approximately $10.04 million in cash for all in-the-money ~~compensation~~options and restricted stock units accelerated as of ~~our~~the ~~“named~~effective ~~executive~~time ~~officers~~of the Merger (the “Effective Time”;), ~~and~~

4.The ~~approval,~~foregoing onsummary andescription ~~advisory~~of ~~basis,~~the Merger Agreement does not purport to be complete and is qualified in its entirety by reference to the terms of the ~~frequency~~Merger Agreement, a copy of ~~future~~which ~~advisory~~was ~~votes~~filed as Exhibit 2.1 to the Company’s Current Report on ~~executive~~Form ~~compensation~~8-K filed with the SEC on May 21, 2013, incorporated herein by reference.

~~Proxies~~The ~~for~~aggregate ~~the~~merger ~~annual~~consideration ~~meeting~~paid ~~were solicited~~ by ~~the~~Parent ~~board~~was ofapproximately ~~directors pursuant to Section 14(a) of the Securities Exchange Act, and there were no solicitations in opposition to the board’s solicitation~~$92.93 ~~There were 16~~million,~~507,039~~ ~~shares~~without ofgiving ~~common~~effect ~~stock entitled~~ to ~~vote~~related attransaction ~~the~~fees ~~annual meeting,~~ and ~~a total of 14,211,773 shares of common stock were represented at the annual~~ ~~meeting in person or by proxy~~expenses.

AtItem ~~the~~3.01. ~~annual~~Notice ~~meeting,~~of ~~our~~Delisting ~~stockholders~~or ~~voted~~Failure onto ~~the~~Satisfy ~~following:~~a Continued Listing Rule or Standard; Transfer of Listing.

1As a result of the Offer and the Merger, the Company no longer fulfills the numerical listing requirements of The NASDAQ Global Market (“NASDAQ”). ~~Election~~Accordingly, NASDAQ, at the Company’s request, filed with the SEC on July 3, 2013, a Notification of ~~Two~~Removal ~~Class~~from ~~III~~Listing ~~Directors~~and/or Registration under Section 12(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), on Form 25, thereby effecting the delisting of the Shares from NASDAQ and the deregistration of the Shares under Section 12(b) of the Exchange Act. The Company intends to file with the SEC a Form 15 under the Exchange Act requesting the deregistration of the Shares and the suspension of the Company’s reporting obligations under Sections 13 and 15(d) of the Exchange Act. Trading of the Shares on NASDAQ was suspended as of the close of trading on July 3, 2013.

~~Each~~Item of3.03. ~~William~~Material ~~Geary~~Modification ~~and Jill Smith was elected as a Class III director,~~ to ~~serve~~Rights ~~until the 2016 Annual Meeting~~ of ~~Stockholders~~Security ~~and until his or her successor is elected and has qualified, or until his or her earlier death, resignation or removal~~Holders. ~~The numbers of votes cast for and withheld from, and the numbers of broker non-votes regarding, the director nominees are set forth below:~~

	Number of Votes
Nominee	For		Withheld		BrokerNon-Votes
William J. Geary		10,760,673		20,700		3,430,400
Jill D. Smith		10,771,273		10,100		3,430,400

The information set forth in Items 2.01, 3.01, 5.01 and 5.03 of this Current Report on Form 8-K is incorporated herein by reference.

2.At ~~Ratification~~the Effective Time, each Share outstanding immediately prior to the Effective Time (excluding Shares held by (i) the Company, directly or indirectly (including Shares held in treasury), Parent, Purchaser or any other subsidiary of ~~Deloitte~~Parent &or ~~Touche~~(ii) stockholders ~~LLP~~of the Company who properly exercised their appraisal rights under Delaware law) was converted into the right to receive $5.00 per Share, in cash, without interest and less applicable withholding taxes.

~~The~~Item ~~selection of Deloitte & Touche LLP as our independent registered public accounting firm for fiscal year 2013 was ratified~~5.01. ~~The~~Changes ~~numbers~~in ofControl ~~votes cast for and against the selection~~ of ~~Deloitte &~~ ~~Touche LLP are set forth below:~~ Registrant.

Number of Votes
For		Against
14,211,773		0

As a result of the acceptance of and payment for Shares in the Offer on July 2, 2013, a change of control of the Company occurred. Upon the Effective Time, the Company became a direct, wholly-owned subsidiary of Parent. The information set forth in Item 2.01 of this Current Report is incorporated herein by reference.

~~There~~Item ~~were~~5.02. noDeparture ~~abstentions.~~of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

2On July 3, 2013, William J. Geary, Vernon F. Lobo, James A. Milton, Justin J. Perreault, Jill D. Smith, Eileen M. Rudden, and Rodger Weismann resigned as directors of the Company. Each director resigned pursuant to the Merger Agreement, and no director resigned because of any disagreement with the Company on any matter relating to the Company’s operation, policies, or practices.

3Mark Alloy, James Budge, James M. ~~Approval~~Rene, and Paul Segre became directors of the Company on anJuly 3, ~~Advisory~~2013. ~~Basis~~Information about Messrs. Alloy, ofBudge, Rene, and Segre has been previously disclosed in the ~~Compensation~~Company’s ofSolicitation/Recommendation ~~“Named~~Statement ~~Executive~~on ~~Officers”~~Schedule 14D-9 filed with the SEC on June 4, 2013 and is incorporated herein by reference.

~~The~~Item ~~compensation of our “named executive officers,” as disclosed in the section entitled “Executive Compensation” in the proxy statement for the annual meeting, was approved on an advisory basis~~5.03. ~~The~~Amendment ~~numbers~~to ofArticles ~~votes cast for and against, and the numbers~~ of ~~abstentions~~Incorporation ~~and~~or ~~broker~~Bylaws; ~~non-votes~~Change ~~regarding,~~in ~~approval~~Fiscal ~~of such executive compensation are set forth below:~~ Year.

Number of Votes
For	Against	Abstain	Broker Non-Votes
10,354,314	413,350	13,709	3,430,400

Pursuant to the Merger Agreement, as of the Effective Time, the Company’s certificate of incorporation in effect immediately prior to the Effective Time was amended and restated in its entirety (the “Amended and Restated Certificate of Incorporation”) to be substantially in the form of the certificate of incorporation set forth as Annex III to the Merger Agreement. A copy of the Amended and Restated Certificate of Incorporation is filed as Exhibit 3.1 hereto and incorporated herein by reference.

4.Pursuant ~~Approval~~to the Merger Agreement, onas anof ~~Advisory~~the ~~Basis~~Effective Time, the Company’s bylaws in effect immediately prior to the Effective Time were amended and restated in their entirety (the “Fifth Amended and Restated Bylaws”) to be identical to the bylaws of Purchaser, as in effect immediately prior to the ~~Frequency~~Effective Time, except that the name of ~~Future~~the ~~Advisory~~company ~~Votes~~set onforth ~~Executive~~therein ~~Compensation~~is “SoundBite Communications, Inc.” A copy of the Fifth Amended and Restated Bylaws of the Company is filed as Exhibit 3.2 hereto and incorporated herein by reference.

~~The~~Item ~~holding of annual future advisory votes on executive compensation was approved on an advisory basis~~9.01. ~~The~~Financial ~~numbers~~Statements ~~of votes cast for holding advisory votes annually, biennially~~ and ~~triennially, and the numbers of abstentions and broker non-votes regarding, approval of the frequency of future advisory votes on executive compensation are set forth below:~~ Exhibits.

Number of Votes
1 year	2 years	3 years	Abstain	Broker Non-Votes
10,552,352	83,737	142,884	2,400	3,430,400

(d) The following exhibits are filed as a part of this report.


Exhibit Number		Description

3.1		Amended and Restated Certificate of Incorporation of the Company

3.2		Fifth Amended and Restated Bylaws of the Company

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized ~~as of May 22, 2013~~.

SOUNDBITE COMMUNICATIONS, INC. By: /s/ Robert C. Leahy Robert C. Leahy Chief Operating Officer and Chief Financial Officer


	SOUNDBITE COMMUNICATIONS, INC.

Date: July 3, 2013	By:	/s/ James M. René
	Name: Title:	James M. René Secretary

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